SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  Form 10-QSB

(X)      Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For the quarterly period ended March 31, 2000

( )      Transition  Report  Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For the transition period from _______________ to  _______________

         Commission file number 1-14827

`

                      EDUCATIONAL VIDEO CONFERENCING, INC.
                        (Exact name of small business as
                            specified in its charter)

                    Delaware                            061488212
       (State of other jurisdiction         (IRS Employer Identification Number)
          of incorporation of organization)


            35 East Grassy Sprain Road, Suite 200, Yonkers, NY 10710
                    (Address of principal executive offices)

                                 (914) 787-3500
                (Issuer's telephone number, including area code)

Indicate by check mark whether the issuer: (1) has filed all reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes _X_ No___

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock,  as of the latest  practicable  date:  4,347,243  shares of Common
Stock as of May 1, 2000.

<PAGE>

                                Table of Contents

                                     Part I

                              Financial Information

Item 1.       Financial Statements                                          Page
                                                                            ----

Accountant's Review Report.....................................................3

Consolidated Balance Sheet as of March 31, 2000 (unaudited) and as of
December 31, 1999 (audited)....................................................4

Consolidated Statement of Operations for the three month periods
ended March 31, 2000 (unaudited)  and  March 31, 1999 (unaudited)..............5

Consolidated Statement of Cash Flows for the three month periods ended
March  31, 2000 (unaudited)  and March 31, 1999 (unaudited)....................6

Notes to Consolidated Financial Statements.....................................7

Item 2. Management's Discussion and Analysis of Financial Condition
            And Results of Operations

First Quarter Developments....................................................10

Comparison of the Three Month Periods Ended
 March 31, 2000 and March 31, 1999............................................11

Liquidity and Capital Resources...............................................12

Forward-Looking Statements and Risk Factors...................................12


                                     Part II

                                Other Information

Item 3. Changes in Securities and Use of Proceeds.............................13

Item 6. Exhibits and Reports on form 8-K......................................14

Signatures....................................................................16

Exhibit Index.................................................................17

                                       2

<PAGE>

ACCOUNTANT'S REVIEW REPORT

To the Board of Directors
Educational Video Conferencing, Inc.


We have reviewed the  accompanying  consolidated  balance  sheet of  Educational
Video Conferencing,  Inc. and subsidiaries as of March 31, 2000, and the related
consolidated statements of operations, and cash flows for the three-month period
then ended.  These financial  statements are the responsibility of the Company's
management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less is scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements for them to be in conformity
with generally accepted accounting principles.

/s/ Goldstein Golub Kessler LLP

GOLDSTEIN GOLUB KESSLER LLP

New York, New York

April 20, 2000

                                       3

<PAGE>

              EDUCATIONAL VIDEO CONFERENCING, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>

                                                                                            March 31, 2000         December 31, 1999
                                                                                             (unaudited)              (audited)
                                          Assets                                            --------------         -----------------

Current Assets:
<S>                                                                                        <C>                      <C>
     Cash and cash equivalents............................................................   $    5,725,110          $     6,925,823

     Accounts receivable, net of allowance for doubtful
     accounts of $130,000 and $75,000 respectively........................................        1,662,437                  461,234

     Inventory............................................................................           88,996                        -
     Prepaid expenses and other current assets............................................          187,883                  138,583
                                                                                             --------------         ---------------
Total current assets......................................................................        7,664,426               7,525,640
                                                                                             --------------         ---------------

Property and equipment, net...............................................................        3,999,871               2,916,091
                                                                                             --------------         ---------------

Deferred income tax asset, net of valuation allowance.....................................                -                       -
License agreement.........................................................................          250,000                 200,000
Equity and other investments..............................................................          170,283                 240,533
Goodwill..................................................................................          906,430                       -
Other assets..............................................................................           15,246                  15,246
                                                                                             --------------         ---------------
Total assets..............................................................................   $   13,006,256         $    10,897,510
                                                                                             ==============         ===============

                           Liabilities and Stockholders' Equity

Current Liabilities:
     Accounts payable and accrued expenses................................................   $      545,590         $       524,539
     Current maturities of capitalized lease obligations..................................           15,717                  15,717
                                                                                             --------------         ---------------
Total current liabilities.................................................................          561,307                 540,256
Capitalized lease obligations, net of current maturities..................................           41,607                  46,034
                                                                                             --------------         ---------------
Total Liabilities.........................................................................          602,914                 586,290
                                                                                             --------------         ---------------

Stockholders' Equity:
     Preferred stock - authorized 1,000,000 shares, issued and
     outstanding 400,000 shares and none, respectively                                            3,112,722                       -
     Common stock - $.0001 par value; authorized 20,000,000 shares, issued
        and outstanding 4,347,243
        shares ...........................................................................              435                     435
     Additional paid-in capital...........................................................       20,682,973              19,889,224
     Accumulated deficit..................................................................      (11,392,788)           ( 9,578,439)
                                                                                             --------------         ---------------
Stockholders' equity......................................................................       12,403,342              10,311,220
                                                                                             --------------         ---------------
Total liabilities and stockholders' equity................................................   $   13,006,256         $    10,897,510
                                                                                             ==============         ===============
</TABLE>

                 See Notes to Consolidated Financial Statements

                                        4

<PAGE>
              EDUCATIONAL VIDEO CONFERENCING, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                       Three months ended
                                                                                                       -------------------
<S>                                                                                         <C>                      <C>
                                                                                            March 31, 2000           March 31, 1999
                                                                                              (unaudited)               (unaudited)
                                                                                              -----------               -----------

Net Revenue...............................................................................   $    2,215,614         $       147,521
Other Income..............................................................................           25,277                       -
Interest Income...........................................................................           84,274                  56,851
                                                                                             --------------         ---------------

Total Revenue.............................................................................        2,325,138                 204,372

Operating expenses:

Cost of sales.............................................................................          529,131                  58,458
Selling, general and administrative.......................................................        3,433,885               1,123,341
                                                                                             --------------         ---------------

Operating expenses........................................................................        3,963,016               1,181,799
                                                                                             --------------         ---------------

Net loss..................................................................................       (1,637,878)               (977,427)
                                                                                             --------------         ---------------

Beneficial conversion features of preferred stock.........................................         (176,471)
Accreted value of warrants................................................................          (21,051)
Accreted dividends on preferred stock.....................................................          (50,000)                      -
                                                                                             --------------         ---------------

Net loss available to common stockholders.................................................   $   (1,885,400)        $      (977,427)
                                                                                             ==============         ===============

Basic loss per common share...............................................................   $        (0.43)        $         (0.28)

Weighted average number of common shares outstanding......................................        4,347,243               3,537,594
                                                                                             ==============         ===============

</TABLE>


                 See Notes to Consolidated Financial Statements

                                        5

<PAGE>

                           EDUCATIONAL VIDEO CONFERENCING, INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                                                       Three months ended

                                                                                                       -------------------
                                                                                            March 31, 2000            March 31, 1999
                                                                                              (unaudited)               (unaudited)
                                                                                              -----------               -----------
Cash flows from operating activities:

<S>                                                                                          <C>                       <C>
Net loss..................................................................................   $   (1,637,878)            $  (977,427)
Adjustments to reconcile net loss to net cash used in operating activities:
     Amortization of goodwill.............................................................           30,000                       -
     Depreciation.........................................................................          220,170                  83,845
     Allowance for doubtful accounts......................................................            5,000                   5,000
     Loss from equity method investment...................................................           25,250                       -
Changes in operating assets and liabilities, net of effects in the acquisition of Interboro
   Institute, Inc
     Increase in accounts receivable......................................................         (737,676)                (96,557)
     (Increase)/decrease in prepaid expense...............................................          139,443                 (33,218)
     Decrease in inventory................................................................            8,156                       -
     Decrease in other assets.............................................................                -                   1,200
     Decrease in accounts payable and  accrued expenses...................................       (1,857,889)               (662,580)
                                                                                             ---------------      ------------------
Net cash used in operating activities.....................................................       (3,805,424)             (1,679,737)
Cash flows used in investing activities:
     Purchase of Interboro Institute, Inc. net of cash acquired...........................           39,535                       -
     Net payments for  other investments..................................................          (50,000)                      -
     Purchase of  equipment..............................................................        (1,110,397)               (277,253)
                                                                                             ---------------      ------------------
Net cash used in  investing activities....................................................       (1,120,862)               (227,253)
Cash flows from financing activities:
     Net proceeds from issuance of common stock...........................................                -              13,398,905
     Decrease in deferred offering costs..................................................                -                 900,000
     Principal payments under capital lease obligations...................................           (4,427)                      -
     Net proceeds from issuance of preferred stock.......................................         3,730,000                       -
                                                                                             --------------       ------------------
Net cash provided by financing activities.................................................        3,725,573              14,298,905

Net increase/(decrease) in cash and cash equivalents......................................       (1,200,713)             12,341,915
Cash and cash equivalents at beginning of period..........................................        6,925,823                 914,700
                                                                                             --------------       -----------------
Cash and cash equivalents at end of period................................................   $    5,725,110              13,256,615

                                                                                             ==============       =================





                                       See Notes to Consolidated Financial Statements

</TABLE>
                                                          6

<PAGE>

                   Notes to Consolidated Financial Statements

Note 1 - Business and Basis of  Presentation

The  accompanying  consolidated  financial  statements  include the  accounts of
Educational Video Conferencing, Inc. ("EVCI") and its wholly owned subsidiaries,
Interboro  Institute,   Inc.  ("Interboro")  and  Interboro  Holding,  Inc.  All
significant   intercompany  balances  and  transactions  have  been  eliminated.
References  below to EVCI include its  subsidiaries  unless the context requires
otherwise.

EVCI is a  leading  aggregator  and  distributor,  via  live  interactive  video
conferencing systems, of accredited college courses and degree programs, as well
as  corporate  training,   professional  development  and  continuing  education
programs.  The  instructor can see and hear the students as the students see and
hear the  instructor and  communicate  with the instructor and other students at
multiple  locations.  Educational  content is currently  being delivered by EVCI
over high speed  point-to-point or multi-point digital data lines (T-1 or ISDN).
EVCI is deploying its proprietary broadband network design which, using Internet
Protocol infrastructure technology,  permits EVCI to continue to provide two-way
multi-point, multi-media voice, video and data transmissions, including over the
Internet,  but with  controlled  bandwidth and  throughput.  Using its broadband
network  design,  EVCI can deliver  educational  content at 30 frames per second
(broadcast quality) through DSL, ATM, T-1 lines, cable modems or satellite.

EVCI can deliver content to conference and training rooms and desktop  computers
equipped  with video  conferencing  capability.  EVCI believes that its distance
learning  technology and content delivery  services comes closest to replicating
the classroom  experience.  EVCI also provides the  consultative,  marketing and
administrative  services  necessary  to recruit and enroll  students and deliver
courses and  programs  to them.  EVCI  receives a fee based on tuition  payments
received by the education provider, typically after completion of courses.

Since  January  14,  2000,  EVCI has,  through  Interboro,  owned  and  operated
Interboro  Institute,  a two year college in New York City.  Interboro Institute
offers degree programs  leading to the Associate of Occupational  Studies Degree
in Business  Administration  (accounting  and business  management),  ophthalmic
dispensing,  paralegal  studies,  administrative  secretarial  arts  (executive,
legal,   correspondence   or  medical   secretary)  and  security  services  and
management.  Interboro  Institute  continues to operate as a campus  college and
will also provide content for remote delivery by EVCI after requisite regulatory
approvals are obtained.

Interboro   Institute   presently  has  approximately  725  on-campus  full-time
students. Most of its student body consists of non-traditional  students who pay
their tuition using Federal (Pell) and New York State (TAP) tuition grants.

The  accompanying  unaudited  interim  financial  statements,  which  have  been
reviewed by Goldstein  Golub Kessler LLP, have been prepared in accordance  with
generally accepted accounting  principles for interim financial  information and
the  requirements  of item  310(b)  of  Regulation  S -B.  Accordingly,  certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance with generally accepted  accounting  principles have been
condensed or omitted pursuant to the rules and regulations of the Securities and
Exchange   Commission.   The  financial   statements   reflect  all  adjustments
(consisting  of  normal  recurring   adjustments)   which,  in  the  opinion  of
management, are necessary for a fair presentation of the results for the periods
shown.  There  have been no  significant  changes  of  accounting  policy  since
December 31, 1999.

                                       7

<PAGE>

EVCI  acquired  the  outstanding  stock of Interboro on January 14, 2000 for (i)
$672,500,  payable out of Interboro's earnings before interest,  taxes, debt and
amortization ("EDITDA"), plus (ii) 50% of EBITDA for the three years ending June
30, 2001, 2002 and 2003.

EVCI's  results  of  operations  for the  interim  periods  are not  necessarily
indicative  of the results  expected  for the full fiscal year or for any future
period and should be read in conjunction with the audited  financial  statements
of EVCI as of  December  31,  1999 and for the year  then  ended  and the  notes
thereto in EVCI's 10-KSB for the year ended December 31, 1999.

The  information  in this report gives effect to a one-for-two  reverse split of
the common stock effective February 23, 1999.

Note 2 - Earnings Per Share

Statement of Financial Accounting Standards ("SFAS") No 128, Earnings per Share,
requires dual  presentation  of basic earnings per share ("EPS") and diluted EPS
on the face of all statements for all entities with complex capital  structures.
Basic EPS is computed as net earnings available to common  stockholders  divided
by the  weighted-average  number of common  shares  outstanding  for the period.
Diluted EPS reflects the potential  dilution that could occur from common shares
issuable through stock based  compensation  including stock options,  restricted
stock awards, warrants and convertible securities.  Diluted EPS is not presented
since the effect would be antidilutive.

Note 3 - Revenue Recognition

EVCI recognizes  income ratably over the semester in which courses are given and
as services are performed.  Unearned  revenue from advance  student  billings is
netted against accounts  receivable for financial statement  reporting.  For the
most recent  semester  beginning  in January thru March 2000,  advance  billings
amounted to $727,114,  which  amounts are expected to be  recognized  as revenue
over the 2nd quarter.

Note 4 - Income Taxes

No provision for income taxes has been made for all periods presented since EVCI
has net operating losses. These net operating losses have resulted in a deferred
tax asset at March 31,  2000.  Due to the  uncertainty  regarding  the  ultimate
amount of income tax  benefits to be derived from EVCI's net  operating  losses,
EVCI has recorded a full valuation allowance.

Note 5 - Preferred Stock

On February 3, 2000, EVCI received gross proceeds of $4,000,000 for the issuance
of 400,000 shares of 7.5%  convertible  preferred stock and warrants to purchase
40,000 shares of common stock at 120% of the market price of EVCI's common stock
at the date of closing,  as defined.  The  warrants  are  exercisable  for three
years,  commencing  after one year after the date of  closing.  The  transaction
costs  incurred in connection  with this private  placement  were  approximately
$260,000. A value of $378,918 was assigned to the warrants.  The preferred stock
is convertible  into shares of common stock at a discount from the market price,
as defined in the agreement.  This beneficial conversion feature,  calculated as
the difference  between the conversion price and the fair market value of EVCI's
common stock at the date of issuance, is being recognized as a non-cash dividend
to the preferred  stockholder  over the period from the date of issuance through
the date of  earliest  conversion,  as  defined.  Accordingly,  EVCI  recorded a
$176,471 dividend for the three month period ended

                                       8

<PAGE>

March 31,  2000 and will  record  dividends  of $264,705 in each of the next two
fiscal quarters.  On the third  anniversary of the closing date, all outstanding
preferred stock automatically converts into common stock at the conversion terms
described above. EVCI may redeem any portion of the preferred stock, at any time
prior to its conversion, at 110% - 120% of its $10 per share stated value.

Note 6 - Segment Reporting

EVCI follows  SFAS No. 131,  "Disclosure  about  Segments of an  Enterprise  and
Related Information." As a result of the acquisition of Interboro,  EVCI has two
operating segments:  (1) aggregator and distributor,  via live interactive video
conferencing systems, of accredited college courses and degree programs, as well
as  corporate  training,   professional  development  and  continuing  education
programs and (2) operator of a post secondary two-year degree-granting college.

Reportable  segment  data were as  follows:  For the three month ended March 31,
2000:

<TABLE>
<CAPTION>
<S>                                                          <C>
Net revenue and other income:

    EVCI student course registrations                        $        300,522
    Interboro                                                       1,915,092
                                                             ----------------
    Total net revenue                                        $      2,215,614
                                                             ================

Operating companies net income (loss):

   EVCI student course registrations                         $     (2,160,370)
   Interboro                                                          522,492
                                                             ----------------
   Total operating companies net loss                        $     (1,637,878)
                                                             ================

Assets:
   EVCI                                                      $     12,037,004
   Interboro                                                          969,252
                                                             ----------------
   Total assets                                              $     13,006,256
                                                             ================
</TABLE>


Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

The  following  information  should  be read in  conjunction  with  Management's
Discussion and Analysis of Financial Condition and Results of Operations and the
financial  statements  and notes  thereto for the year ended  December  31, 1999
included  in  EVCI's  10-KSB  for  the  year  ended  December  31,  1999  and in
conjunction with the financial statements and notes thereto for the three months
ended March 31, 2000 and 1999 included in Item 1 of this report.

                                       9

<PAGE>

First  Quarter Developments

EVCI  continued to implement its business  strategy  during the first quarter by
activities that include:

     o placing  significantly  greater emphasis on the marketing of training and
professional development content to corporations because they have significantly
larger budgets and demand for this kind of content than higher education content
and  payments  to EVCI for  delivering  training  and  professional  development
content are more predictable and timely.

     o deploying  EVCI's   proprietary   broadband   network  design  with  the
expectation  that,  in the second  quarter,  EVCI will have the ability to begin
delivering content over this network.

     o recruiting,  hiring or retaining,  training and  redeploying  management,
marketing, sales, technical and administrative personnel.

     o allocating  more time,  personnel and other  resources to accelerate  the
implementation of agreements with corporate customers.

     o acquiring Interboro, the owner and operator of Interboro Institute.

     o entering into a multi-year  co-marketing and education provider agreement
with Computer  Generated  Solutions  Inc., a provider of information  technology
corporate  training programs.  As a premier IBM business partner,  and Microsoft
solutions  provider,  CGS offers  over 250  instructor  led  courses,  web-based
training,  multi-media computer based training and custom-developed  application
courses.

     o entering  into a  multi-year  education  provider  agreement  with South
Carolina-based  Clemson  University  that  gives  EVCI  access to the  Clemson's
continuing  education and corporate  training  courses that include  management,
engineering,  manufacturing,  textiles,  professional  development for women and
managing for diversity.

     o entering  into  a  multi-year  education  provider  agreement  with  San
Francisco-based  Golden  Gate  University  that gives EVCI  access to all of the
university's undergraduate, graduate and doctoral degrees, academic courses, and
continuing education programs.

     o launching  with Bell  Atlantic  Remote  Learning  Solutions,  a marketing
campaign that bundles the offering of Bell  Atlantic's  DSL services with EVCI's
content,  video  conferencing and other services.  EVCI has been advised by Bell
Atlantic that the Remote Learning  Solution campaign has been selected as one of
Bell  Atlantic's  most  significant  marketing  initiatives  for the year  2000.
Approximately  900 Bell Atlantic account  executives will be trained to sell the
Bell Atlantic/EVCI Remote Learning Solutions.

     o entering into a co-marketing  agreement with the National Football League
Players  Association to offer Association  members  accredited  college courses,
degree programs and professional development courses.

     o entering into a multi-year  agreement with the  California  State Baptist
Association to market educational programs to the Association's members.

                                       10

<PAGE>

     o entering into a multi-year  agreement with edcor Data Services, a leading
third party  administrator  of corporate  educational and training  programs and
corporate tuition assistance programs.  edcor services  approximately 70 Fortune
500 clients that include Apple Computer, AT&T, Daimler-Chrysler, General Motors,
Hewlett-Packard,  Lucent Technologies, Microsoft and United Parcel Service. EVCI
is  outsourcing  to edcor  administrative  services  that  EVCI  was  previously
providing to its customers and is also marketing  edcor's  services  directly to
new customers. edcor, in turn, is marketing EVCI's services to its customers.

Comparison of the Three Month Periods Ended March 31, 2000 and March 31, 1999

Net revenues for the first quarter of 2000 increased to $2,215,614 from $147,521
in 1999 due primarily to a 104% increase in EVCI student  course  enrollment and
the addition of Interboro's net revenue of $1,917,964. EVCI course registrations
increased to  approximately  3,900 in 2000 from  approximately  794 in 1999.  To
increase the rate and amount of student course registrations,  EVCI has been (i)
increasing the number of student  recruiters  from 12 in the quarter ended March
1999 to 17 in the quarter  ended March 2000,  (ii)  working  more  closely  with
education  providers and customers to implement and administer  their agreements
with EVCI,  (iii)  focusing on obtaining  education  providers with national and
international  reputations or regional  appeal  outside of the  Northeast,  (iv)
focusing on increasing  corporate training programs,  and (v) providing training
to EVCI's co-marketing partners regarding student recruitment.

Interboro Institute has approximately 725 on-campus full-time students and plans
to begin  offering  courses  remotely  through  EVCI after  obtaining  requisite
regulatory approvals.

Other income of $25,277  includes  miscellaneous  income from Interboro  tuition
applications fees and book sales, net of the cost of such books.

Interest  income  increased  to $84,247 in 2000 from  $56,851 in 1999 due to the
investment of the proceeds from EVCI's initial public offering.

Cost of sales  increased to $529,131 in 2000 from $58,458 in 1999  primarily due
to an  increase  of  $443,456  relating  mostly to the direct  cost of wages for
Interboro Institute's professors and adjunct professors.

Salaries and benefits  increased by 227% to  $1,744,886 in 2000 from $533,909 in
1999 primarily due to the increase in EVCI and Interboro  Institute staff during
the quarter by 104 to 133 as compared to 29 in 1999. Of this  increase  $608,036
or  114%,  relates  to  Interboro  Institute's  administrative  staff.  The  104
additional  employees are engaged as follows:  69 in  administration  (including
full-time  instructors) at Interboro Institute,  and, at EVCI, 17 in sales, 5 in
recruiting, 5 in operations, 1 in business development, 2 in artwork and design,
2 in development and training and 3 in administration.

Marketing,  brochures and student  registrations  costs increased to $370,611 in
2000 from  $244,627 in 1999 due  primarily  to costs  required to market  EVCI's
services to an increasing number of potential students.

Professional  fees  increased  to $191,774  in 2000 from  $31,090 in 1999 due to
legal  and  accounting  fees,  resulting  primarily  from  compliance  with  SEC
disclosure requirements, outside directors' fees and consulting fees relating to
enrollment services administration.

                                       11

<PAGE>

Depreciation  increased  to $240,171 in 2000 from $83,845 in 1999 as a result of
purchases of  videoconferencing  equipment and equipment to test the delivery of
classes using EVCI's proprietary broadband network design.

Other expenses increased to $861,443 in 2000 from $229,870 in 1999 primarily due
to increases in rent,  communications,  postage,  insurance,  computer expenses,
travel and  entertainment  costs,  office expenses and investor  relations costs
that were incurred to support EVCI's growth. $169,828 of the increase relates to
rent, telephone and other expenses of Interboro Institute.

Liquidity and Capital Resources

EVCI's  initial  public  offering was  completed  in the first  quarter of 1999,
resulting in gross proceeds to EVCI of  $16,060,000  and net proceeds to EVCI of
approximately $13,399,000.

During the first quarter of 2000,  EVCI infused  $1,800,000  into  Interboro for
working   capital  and  to  satisfy   certain  net  worth  and  other  financial
requirements.  EVCI does not currently  anticipate  that  Interboro will require
additional significant cash infusions from EVCI for the foreseeable future.

On February 3, 2000, EVCI received gross proceeds of $4,000,000 and net proceeds
of  approximately  $3,740,000  for the  issuance  of 400,000  shares of its 7.5%
convertible preferred stock to The Shaar Fund Ltd.

Capital  expenditures  for the three  months  ended March 31, 2000  increased to
$1,110,397  compared to $277,253 for the three months ended March 31, 1999. This
increase was primarily attributable to purchases of video conferencing equipment
required at EVCI's  education  providers' and corporate  customers'  sites where
EVCI's video conferenced  programs are offered and for the purchase of equipment
to test and deploy EVCI's proprietary broadband network design.

EVCI  anticipates,  based on  current  plans  and  assumptions  relating  to its
operations, that the proceeds from its IPO and preferred stock private placement
and cash  flow  from its  operations  will be  sufficient  to  satisfy  its cash
requirements  for at least the next 9 months.  However,  EVCI expects to require
additional  funding  in order to  operate  and grow and is  considering  various
available  financing  options.  If, however,  EVCI is  underestimating  its cash
requirements,  EVCI will require  additional  debt or equity  financing  sooner.
There can be no assurance  that any such required debt or equity  financing will
be available on acceptable terms.

Forward-Looking Statements and Risk Factors

This Form 10-QSB contains  forward-looking  statements that involve assumptions,
risks  and  uncertainties.  The  words  "anticipates,"  "estimates,"  "expects,"
"will,"  "could,"  "may,"  "plans,"  and similar  words are intended to identify
forward-looking  statements.  EVCI's actual results could differ materially from
those  anticipated  in these  forward-looking  statements as a result of certain
factors,  including  (i)  insufficient  demand for EVCI's  content and broadband
services,  (ii) delays in rolling out  co-marketing  programs or in implementing
existing  customer  agreements,  (iii)  delays  in  deploying  EVCI's  broadband
network,  (iv) an  inability to satisfy  demand for EVCI's  content or broadband
services,  (v) the need  for  additional  capital  to  operate  and  grow,  (vi)
competition,   (vii)  dependence  on  EVCI's   chairman,   president  and  other
management,  and (viii)  the other  specific  risk  factors  included  in EVCI's
filings with the SEC, including its Form S-3 registration  statement filed April
6,  2000  (file  No.  333-34190).  Should  any  of  these  or  other  risks  and
uncertainties  materialize,  or should  underlying  assumptions prove incorrect,
actual results may vary  materially  from those  anticipated by  forward-looking
statements. EVCI undertakes no obligation to update forward-looking statements.

                                       12

<PAGE>

                                    PART II

                               OTHER INFORMATION

Item 3. Changes in Securities and Use of Proceeds

Through March 31, 2000, the net proceeds of the IPO has been used as follows:

<TABLE>
<S>                                                                <C>
         Cash and investment grade obligations                     $  1,985,000*
         Purchasing and installing video conferencing equipment       3,256,000
         Marketing                                                    1,580,000
         Hiring and training additional personnel                     1,680,000
         Investment in Visiocom USA Incorporated                        250,000
         Interboro working capital                                    1,800,000
         Other working capital and operating  expenses                2,848,000
                                                                   -------------
                                                                   $ 13,399,000
                                                                   =============
------------------------
* At March 31, 2000.
</TABLE>

                                       13

<PAGE>

Item 6.  Exhibits and Reports on Form 8-K

(a) The following  exhibits are filed as a part of, or incorporated by reference
into, this report:

    Exhibit No.*       Description of Exhibit

       4.7[1] --    Warrant Agreement, dated as of January 14, 2000, between the
                    Registrant  and Bruce R.  Kalisch.

       4.8[2] --    Common  Stock Purchase  Warrant,  dated as of
                    February 3, 2000,  issued to The Shaar Fund Ltd.

     10.43[1] --    Stock  Purchase  Agreement, dated as of  January  14,  2000,
                    among  Bruce  R.  Kalisch, Interboro Holding, Inc. and
                    Interboro Institute, Inc.

     10.45[2] --    Securities  Purchase  Agreement,  dated as of February 3,
                    2000, between the Registrant and The Shaar Fund Ltd.

     10.46[2] --    Registration  Rights  Agreement,  dated as of February 3,
                    2000, between the Registrant and The Shaar Fund Ltd.

     10.50[3] --    Agreement   between  the   Registrant  and  Golden  Gate
                    University for the Offering of Interactive Video Conferenced
                    Courses, dated March 3, 2000.

     10.52[3] --    Educational   Provider/Co-Marketing  Agreement  between  the
                    Registrant and Computer Generated  Solutions,  Inc. dated as
                    of January 13, 2000.

     10.53[3] --    Stock Subscription and Stockholders' Agreement,  dated as
                    of  November  29,  1999  among  the   Registrant,   Visiocom
                    Worldwide,  S.A., the  individuals set forth in Exhibit A to
                    such  agreement,  and Visiocom USA  Incorporated,  including
                    Exhibits.

     10.54    --    Summary  of   Transaction   Terms   between  edcor  and  the
                    Registrant, dated January 3, 2000.

     10.55    --    Agreement,  dated January 25, 2000,  between the  Registrant
                    and  Clemson  University  for  the  Offering  of  Non-Credit
                    Interactive Video Conferenced Courses.

     10.56    --    Agreement,  dated March 13, 2000, between the Registrant and
                    California  State  Baptist  Association  for the Offering of
                    Interactive Televideo Courses.

     27       --    Financial Data Schedule.

     99.1[1]  --    Press Release of the Registrant dated January 20, 2000.



---------------------
*Numbers inside brackets refer to the document listed below:

[1] Incorporated by reference to Registrant's Form 8-K dated January 14, 2000.

[2] Incorporated by reference to Registrant's Form 8-K dated February 3, 2000.

[3]  Incorporated  by reference to  Registrant's  Form 10-KSB for the year ended
     December 31, 1999.

                                       14

<PAGE>

(b)  Information  regarding  reports on Form 8-K that were filed by EVCI  during
     the quarter ended March 31, 2000, and the Items reported on, follows:

     (i)  Form 8-K,  dated  January 14,  2000,  covering  Items 2 and 7 (without
          financial  statements)  as amended by amendment  dated March 27, 2000,
          covering  Items  2  and  7  and  including  the  following   financial
          statements:

          o    Educational Video Conferencing,  Inc. Pro Forma Balance Sheet for
               the year ended December 31, 1999 (Unaudited) o Educational  Video
               Conferencing, Inc. Pro Forma Statement of Operations for the year
               ended December 31, 1999 (Unaudited)

          o    Interboro Institute, Inc. Financial Statements for the Six Months
               ended December 31, 1999 and 1998 (Unaudited)

          o    Interboro Institute, Inc. Financial Statements for the year ended
               June 30, 1999

          o    Interboro Institute, Inc. Financial Statements for the Six Months
               ended June 30, 1998

          o    Interboro Institute, Inc. Financial Statements for the year ended
               December 31, 1997


     (ii) Form 8-K, dated February 13, 2000,  covering Items 2 and 7, as amended
          by amendment dated March 7, 2000 covering Item 7.

                                       15

 <PAGE>

                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the issuer caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.

                                    EDUCATIONAL VIDEO CONFERENCING, INC.




Dated: May 11, 2000              By: /s/ Richard Goldenberg
                                    -------------------------------------
                                    Richard Goldenberg
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)



                                       16

<PAGE>

                                 EXHIBIT INDEX

Exhibit No.*               Description of Exhibit

------------               ----------------------

     4.7[1]  --     Warrant Agreement, dated as of January 14, 2000, between the
                    Registrant  and Bruce R.  Kalisch.  4.8[2]  -- Common  Stock
                    Purchase  Warrant,  dated as of February 3, 2000,  issued to
                    The Shaar Fund Ltd.

   10.43[1]  --     Stock  Purchase  Agreement,  dated as of January  14,  2000,
                    among  Bruce  R.  Kalisch,   Interboro  Holding,   Inc.  and
                    Interboro Institute, Inc.

  10.45[2]   --     Securities Purchase Agreement, dated as of February 3, 2000,
                    between the Registrant and The Shaar Fund Ltd.

  10.46[2]   --     Registration Rights Agreement, dated as of February 3, 2000,
                    between the Registrant and The Shaar Fund Ltd.

  10.50[3]   --     Agreement between thbe Registrant and Golden Gate University
                    for the Offering of Interactive  video  conference  courses,
                    dated March 3, 2000.

  10.52[3]   --     Educational   Provider/Co-Marketing  Agreement  between  the
                    Registrant and Computer Generated  Solutions,  Inc. dated as
                    of January 13, 2000.

  10.53[3]   --     Stock Subscription and Stockholders' Agreement, dated as of
                    November 29, 1999 among the Registrant,  Visiocom Worldwide,
                    S.A.,  the  individuals  set  forth  in  Exhibit  A to  such
                    agreement,   and   Visiocom  USA   Incorporated,   including
                    Exhibits.

  10.54      --     Summary  of   Transaction   Terms   between  edcor  and  the
                    Registrant, dated January 3, 2000.

  10.55      --     Agreement,  dated January 25, 2000,  between the  Registrant
                    and  Clemson  University  for  the  Offering  of  Non-Credit
                    Interactive Video Conferenced Courses.

  10.56      --     Agreement,  dated March 13, 2000, between the Registrant and
                    California  State  Baptist  Association  for the Offering of
                    Interactive Televideo Courses.

  27         --     Financial Data Schedule.

  99.1[1]    --     Press Release of the Registrant dated January 20, 2000.

---------------------
*Numbers inside brackets refer to the document listed below:

[1] Incorporated by reference to Registrant's Form 8-K dated January 14, 2000.

[2] Incorporated by reference to Registrant's Form 8-K dated February 3, 2000.

[3]  Incorporated  by reference to  Registrant's  Form 10-KSB for the year ended
     December 31, 1999.

                                       17